The following contains spoilers for The Lord of the Rings: The Rings of Power Season 2, Episode 4, “Eldest,” which debuted Sept. 5 on Prime Video.

In The Lord of the Rings: The Rings of Power Season 2, Elrond is proving to be an even more tragic figure than first assumed. Fans thought Elrond was cold and mean-spirited in the Lord of the Rings movies. But this series lays his history with nuance. He has more kindness and empathy, making him a bit more human.

While the series is retconning bits and pieces of the continuity from the Peter Jackson films it’s still a great balance between a soldier and someone who wants what’s best for all species: Men, Elves and Dwarves, alike. Episode 4, “Eldest,” finds Elrond gathering his own fellowship as he seeks to undo the evil of Sauron. However, he kicks off a chain of events that brings a scary new enemy to light, as well as dire red flags for the future.

Rings of Power Season 2 Has Elrond Cautious About Galadriel

Elrond Wants a Fellowship in Case Galadriel Leads Him Astray

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“Eldest”

In Rings of Power Season 2, Elrond has lost faith in Galadriel. He doesn’t like how she is wearing one of the three rings that Halbrand and Celebrimbor made at the Forge in Eregion. King Gil-galad and Círdan have the other two, but he trusted in Galadriel a lot more to know these were evil relics. His expectations were so high, he is still reeling from her betrayal and not telling him Halbrand was Sauron.

Now that all cards are finally on the table, the king has tasked Elrond to lead a kill squad. These warriors are to travel to Eregion and find out why Celebrimbor is out of contact. Lindon sent emissaries to disclose Halbrand’s secrets, but they were killed in the woods — machinations Sauron set off so he could keep duping Celebrimbor. Elrond knows this is an urgent mission, so he demands Galadriel assemble skilled fighters: archers and swordsmen, to be more specific.

It nods to when Gandalf and Elrond oversaw Frodo’s fellowship being formed. They had a swordsman in Boromor, and later, LOTR’s Aragon. They also had the famous Elven archer in Legolas. Younger Elrond has a bigger advantage — his soldiers are all very capable, not to mention, Galadriel knows their abilities. It’s to ensure, if they encounter difficulties on the road, they’ll have a higher chance of victory. However, part of Elrond fears and detests the ring-bearing Galadriel.

If he has to stop her, he’ll need help. They eventually talk about her loyalty after she gets haunting visions of a forest passage. She claims there is evil within, but Elrond castigates her. He tells her she can go back to the king with the ring, or fall in line. It’s very stern, but he has reason. Galadriel’s visions suggest the ring, as he said, has a corrupt hold and may be tricking her. In addition, he doesn’t know if it’s telling the truth and trying to stop them from moving through the woods. He is adamant he won’t ever listen to the trinket.

Rings of Power Season 2’s Barrow-wights, Explained

The Barrow-wights Are Evil Wraiths Who Killed Lindon’s Messengers

As the pack rove, they stumble upon an ancient burial ground in the forest known as the Barrow-downs. They hear whispers, not realizing glowing eyes are surveying from the shadows. Within a matter of minutes, they are attacked by zombie-like creatures who rise up from the ground. These are Barrow-wights. In the J. R. R. Tolkien books, the Witch-king of Angmar sent evil spirits to stop the Dúnedain people from resettling the region. This villain reanimated the bones of the dead Dúnedain, turning them into creatures of the night.

Their job was to kidnap trespassers, kill and convert them down in their tombs. Frodo and his Hobbits were attacked by these wraiths. They had no clue how to deal with these beings who were dressed in a regal manner, who had jewels and who could enchant intruders with spells; incantations that made people lose the will to live. They could even use the spells like a siren’s song to lure people down into the crypts. Lucikly, Tom Bombadil helped the Hobbits. Frodo summoned him, and Tom’s singing sent the phantoms away.

They fled with shrill shrieks. Tom spread their treasures out, breaking the spell and preventing wights from rising up again. It was one of the most terrifying encounters Frodo’s team had in their One Ring saga, although Jackson cut it out of his trilogy. When Elrond’s team battles them centuries before on the Prime Video series, there are changes to the lore. The wights don’t use their icy-cold touch to hurt the heroes; instead, they use their gold chains. It makes them more long-distance fighters as they fly around. Secondly, they don’t use their spells in battle. But the whispers do mentally disturb and distract one vulnerable member of the camp.

As the wights emerge to abduct and poison the soldiers who have been dispatched, they are more aggressive and direct. The Elves realize they are impervious to their weapons. They regenerate quickly, coming off as immortal. It leads to Elrond finding a solution he heard about in myths: they can only be killed using the weapons they were buried with. He uses a blade to save Galadriel and then seeds the weapons out to the rest of the tribe. They lost one member to the wights, but they now have equalizers that can turn the beings to dust. They slice up and dispel the ghouls before continuing on their way in the wake of this visual spectacle.

Rings of Power Season 2 Could Reveal More Sauron Allies

The Barrow-wights Tease Sauron Might Have Partners Like the Witch-king Around

This fight teases that Sauron might have more allies in hiding. The Barrow-wights may not be due to Sauron moving around as many assumed. Instead, the Witch-king could have done this, marking his first real act of treachery on the TV show. In the source material, little is known of his past, except that he was Sauron’s most trusted general in this period, the Second Age. He led the Nazgûl wraiths — nine Men who used the rings that Celebrimbor is currently making for them. However, his history is vague.

This would be a great starting point to show Sauron’s cult forming, and that other powerful sorcerers are around. Rings of Power’s Dark Wizard is a prime example. This strategy would fit what the Witch-king did as a mage in Tolkien’s narrative, even if other elements and chronology are bent. It would make sense, as Sauron can’t be in so many places at once. He can multitask, but his main objective is swindling Celebrimbor after taking the form of Annatar at the Forge.

With Elrond heading back to Lindon for reinforcements, this rejuvenated army could fall prey to other wights hidden around. And other mystical threats Sauron has lurking. Elrond thinks the wights are just lords and kings buried in the Barrow-downs, but as the series fiddles with continuity, revealing more of these monsters against a Lindon Elf legion would illustrate that Sauron has other unseen traps all around. A reach that is too close to home, as Elrond might come to see. Such an approach can make the Elves feel like prisoners in their own realm.

Time is of the essence. Elrond knows Adar and his orcs are heading to Eregion to find Sauron. He’s going to have to convince Gil-gahad to send more troops; something the king is wary of, as he and Galadriel have had visions foreshadowing doom and gloom. They’ll have no choice, however. It’s bad news for the Elves, but good news for fans who want more of Sauron’s monsters and conspirators to rise up. As Elrond’s guts hint, the wights may well be just the beginning of the chaos.

The Lord of the Rings: The Rings of Power debuts new episodes Thursdays on Prime Video.